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    G.I.CAPITAL CORP.PORTFOLIO REPORT FOR OCTOBER 2012

    cont

    G.I. Capital Corp. October 31, 2012 Report Summary

    The spotlight was on the US Presidential elections for the month of October.

    Now that Obama is in, the market has turned its attention to the fiscal cliff

    issue, which is the combination of expiring tax cuts and spending cutstotalling $560 billion, or ~4.5% of GDP. As we focus in on this issue, it

    brings to light how dramatically things have changed in the US over the last

    60 years. Bill Hallman, our Research Analyst provides his thoughts:

    "The Night Hank Williams Came To Town"

    By John R. Cash

    Harry Truman was our president

    A coke and burger cost you thirty cents

    I was still in love with Mavis Brown

    On the night Hank Williams came to town.

    What was America like 60 years ago? Well, Hank Williams Senior did tour

    the country singing 'Jambalaya', 'Cheatin' heart' and 'I saw the light'. I love

    Lucy debuted on TV in October of 1951 and a baby boom was under way.The Depression was over, the war was over and the economy was

    expanding. In a nutshell everything was good. The government was running

    surpluses to pay off the war debt and the FHA was making home ownership

    a new reality for the middle class. Back then, savings were rewarded and

    borrowing was chastised.

    Im sure this all comes in stark contrast to today. The new normal now

    consists of trillion dollar deficits, a no growth economy and an economic

    environment that punishes savers while rewarding borrowers under the

    guise of zero interest rates. Imagine what Harry Truman would think of the

    $3.46 trillion spent by todays government? Could he even have dreamed

    that some future government would burn through more than 80 times his

    total outlay in 1950?

    We are where we are: Today the United States has amassed $16.2 trillionin debt. According to the most recent estimates, the countrys population is

    314,694,000. That equals $51,622 of debt for every man, women and child.

    Considering the precipitous decline in the percentage of households that

    actually pay any federal taxes and the corresponding rise in households

    G.I. Capital Corp. is awealth management firm

    specializing in developing

    customized investmentsolutions for its clients.

    We are a boutique firm

    focused on managing ourclients portfolios, offering

    a high level of research

    and service to a limitednumber of clients. Our

    client base consists of

    professionals, executives

    and business owners.

    receiving selected government payments, the total debt can only get larger and the burden is being born by

    a shrinking number of taxpayers. This is not a new problem; it is just getting to be a bigger problem that no

    one is willing to tackle in a realistic manor. According to statistics compiled by the White House Office of

    Management, the countrys expenses have exceeded revenue in all but 5 of the past 47 years. There was a

    surplus in 1969, 1998, 1999, 2000 and 2001, yet those years would appear as anomalies against the trend.

    With all the brainpower in Washington and the consequences of an out of control deficit (look at Greece and

    Spain for examples); why cant this problem be resolved? The answer is the entitlements. They are the little

    secret that neither political party is willing to talk about. For example, last year, the main entitlements of

    Social Security, Medicare and Medicade, accounted for 56% of expenses. Forty years ago, entitlementswere a mere 25%. Eighty years ago it was less than 5%. According to recent polls, 80% of Americans are

    concerned about the rising deficit and debt. However, when polled again, 69% and 78% are opposed to

    Medicaid and Medicare cutbacks. How can you reduce the debt without reducing the entitlements?

    President Obamas campaign platform identified the wealthy needing to pay more taxes and bear more of

    the burden. This statement might poll well with the 99%, but unfortunately at best, the facts dont add up and

    at worst you risk driving an already shrinking taxpaying base out of the country. We have estimated that

    President Obamas deficits are expected to compound by another $8 trillion from 2012 to 2020. The much

    publicized Buffet Rule would only generate an additional $31 Billion in tax revenue. Where is the balance

    to come from? Aside from outright default, which we dont consider an option, the only way to solve the debt

    problem is to reign in entitlements and reduce spending.

    I am entitled to my entitlements: Social Security and Medicare alone account for $31 trillion of Americas

    long-term liabilities. This off balance sheet liability dwarfs the $16.2 trillion in total debt. Hard choices need

    Portfolio Performance for Accredited Clients

    Asset Allocation for Portfolio by Strategy

    Benchmark represented by: 40% i-Shares Scotia Capital Universe Bond Ind ex, 20% TSX Composite Index, 40% MSCI World Index, in CDN$. Note: The composite portfolio includes all relevant medium risk portfolios that meet the composite guidelines. Compositereturns include dividends and are net of all fees. Past performance is not indicative of future returns.

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    G.I.CAPITAL CORP.PORTFOLIO REPORT FOR OCTOBER 2012

    The third part of the fiscal cliff is its immediate effect, an approximate

    50% reduction in federal deficit. Wow.

    It all becomes effective January1, 2013, if no laws are passed to

    change it. So the net effect is higher taxes, smaller government and

    a smaller budget deficit. Two out of three is not bad. However, no

    politician will ever benefit from smaller government, and no voter

    wants to see a weaker social net to support them. That is why we will

    see an agreement done, probably before January 1st.

    Portfolio Changes

    We continue to find value in the high yield sector. One of the

    interesting features of the current market is that there seems to be a

    total lack of interest in many of the smaller names. In a normal

    market, as soon as any news comes out on a particular company, it

    gets priced in immediately, meaning there is no advantage to trading

    on that news. In todays market we continue to see examples where

    positive news comes out and the market simply doesnt respond.

    Such was the case with Ivanhoe Energy. We have been watching the

    convertible debentures on this one for some time. The company has

    a number of development projects in Canada, Ecuador and China.

    The company announced in Jan 2012 that it was selling one of itsChina assets for between $85-160 million. They are not cash flow

    positive, so this cash influx would give the company substantial

    breathing room, and more or less ensure sufficient liquidity to pay off

    the 2016 debentures. However, the deal required a number of

    approvals, and had dragged on into October. The market seemed to

    be skeptical (and rightly so) on whether deal would close, and the

    debentures traded down to $65 (on $100 par).

    In October, and company announced that they had signed a definitive

    agreement with Shell China and that most of the other conditions had

    been met. We expected a substantial move in the price of the

    debentures on this news, but it only traded up to $70-71, resulting in

    a yield to maturity of ~17%. We took advantage of this, and bought in

    at this level. There is still a risk that the Chinese government will notapprove the deal, but the return more than compensates for this risk.

    We also take some comfort in the fact that although the company

    does not have positive cash flow, they are asset rich. In addition, the

    Chairman, Billionaire mining investor Robert Friedland, has a large

    stake in the company--~$48.5 million at the time of our investment,

    including $17 mil in Debentures/loans, and the balance in common

    stock that sits behind our Debs in the capital structure. We are

    confident that Friedland will not allow the company to default on its

    obligations.

    Market Performance

    Benchmark S&P TSX S&P 500* MSCI World Gold Oil-WTI

    USD/CAD

    Exchange Rate**

    Cdn Bond

    ishare (XBB) Distressed

    Dedicated

    Short

    Convertible

    Arbitrage

    Month End 1,077,820 12,417 1,412 1,302 1,668 86.2 1.000 31.47 632 44 384

    1-month 0.46% 0.81% -1.98% -0.76% -2.94% -6.32% -1.67% -0.03% 0.95% -0.44% 0.86%

    YTD 4.38% 3.86% 12.29% 10.06% 9.76% -13.06% 2.10% 2.74% 5.46% -10.52% 4.98%

    2011 -0.53% -11.07% 0.00% -7.61% 9.57% 8.49% -2.38% 9.12% -4.24% 3.85% 1.13%

    * The returns are calculated in the currency of the holding; **Monthly average exchange rate of USD to CAD; Source: Globefund, CSFB/Tremont

    to be made. Thankfully, Americans have a long history of

    demonstrating sacrifices today in order to make a better country for

    their children. No one has benefited more from those sacrifices than

    the current baby boom generation. Perhaps now may be the time for

    them to show leadership and make the choices that will preserve

    their nation for their children and grandchildren. As Robert Emmet

    so eloquently stated, There are in every generation those who shrink

    from the ultimate sacrifice, but there are in every generation those

    who make it with joy and laughter and these are the salt of the

    generations.

    Market Review

    We saw a very tepid move in the markets as the participants were

    awaiting the results of the US election. The S&P/TSX in Toronto was

    up 0.8% to 12,417, while the S&P 500 was down 1.9% to 1,412.

    With the US elections behind us, the markets are starting to worry

    about the fiscal cliff which if not dealt with timely and properly could

    jeopardize the US economy.

    All ten major TSX sectors posted gains in October with Telecom

    performing the best, gaining 3.6%, due to strong earnings from

    Rogers Communications.

    Internationally, Hong Kong was the best performing index rising 3.8%

    while Taiwan was the worst performing index sliding 7.1%.

    What is the fiscal cliff? The financial media classified the "fiscal cliff"

    as the risk that deadlock in Washington D.C. will result in huge tax

    increases and spending cuts, a combination that could cut the gross

    domestic product (GDP) by 1.4% (White House) to 2.0% (Fitch) in

    2013. However, we believe there's zero chance this will occur.

    Politicians never cut spending. Cutting spending is equivalent to

    reducing the government's power. And politicians will never do that.

    That means a deal will be reached to raise taxes.

    Markets hate uncertainty. The big uncertainty right now is all about

    the upcoming "fiscal cliff." But let's ignore the national media and

    figure out what US is facing.

    There are three parts to the cliff. The first part involves tax increases,and many of them. The special 15% tax on dividends will go away,

    and those distributions will be taxed as regular income. That's 39.6%,

    PLUS the new 3.8% Obamacare tax (for a total tax rate of 43.4% on

    incomes exceeding $200,000 for individuals, and $250,000 for

    households). Long-term capital gains of less than five years will be

    taxed at 23.8%. Long term capital gains, ie five-year and longer, will

    get hit with a tax of 21.8%.

    As it stands now, five out of six income brackets (including the very

    bottom one) will see income tax rates go up. And a temporary payroll

    tax reduction ends, hitting workers with a 2% tax hike.

    The second part of the fiscal cliff is a whole slew of automatic

    spending cuts to more than 1,000 government programs, includingdeep cuts to Medicare and defense spending.

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    G.I.ALTERNATIVE INCOME STRATEGY OCT 2012

    This monthly update does not constitute or purport to constitute a complete description of the G.I. Capital Corp. Alternative Investment Strategy and is in all respects subject to the more detailed provisions found in the

    fund's declaration of trust. The Alternative Income Strategy is only available to GI clients who have engaged GI to manage their account under the alternative income mandate as outlined in their investment policy

    statement. The returns above are net of all fees, other than management fees. The references to the target rates of return are provided for illustrative purposes only and there can be no assurance that the fund will beable to achieve the targeted rates of return.

    GICAPITAL

    G.I. Alternative Income Strategy

    The Alternative Income Strategy is an alternative to traditional bond funds, which although carry very low credit risk,currently have minimal return; and to equity funds that exhibit high volatility.

    The Alternative Income Strategy seeks to invest in alternative income strategies like private mortgages and asset backedloans that offer higher returns, while still providing reasonable security to cover the loans.

    The strategys objectives are to preserve capital, minimize volatility, have a low or zero correlation with stock and bondmarkets, and achieve an annualized return of 8-10% net of all fees.

    PORTFOLI O PERFORMANCE FOR ALTERNATI VE I NCOME STRATEGY

    Year Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Tota

    2010 0.84% 0.78% 0.87% 0.80% 0.83% 0.54% 4.75%

    2011 0.63% 0.68% 1.33% 0.91% 0.72% 1.91% 1.26% 0.93% 0.90% 1.11% 0.83% 2.50% 14.59

    2012 0.81% 0.53% 0.68% 2.43% 2.95% 0.06% 0.15% 0.29% 0.89% 0.57% 9.83%

    PROPERTY BY CLASSIFICATION

    *Note: The property classifications only apply to real estate holdings.

    PROPERTY BY LOCATION

    *Note: The property locations only apply to real estate holdings.

    SERVICE PROVIDERS

    Custodian (for Fund)

    Administrator

    Legal

    Auditor

    Custodian (for Managed Accounts)

    41%

    6%

    43%

    1%9% Residential

    Hospitality

    Retail

    Mixed Use

    Self Storage

    14%3%

    37%

    15%

    3% 28%

    AB

    BC

    ON

    QC

    MB

    USA

    PORTFOLIO BREAKDOWN BY ALLOCATION

    FEATURE INVESTMENT

    Cobour g Se l f S to rage, Rea l Es ta te Equ i t y , Ontar io

    This is a property of which the pool owns a 50% stake. It was purchasefrom the original builder who was willing to finance the purchase throug

    a vendor-take-back mortgage at very favourable terms. Our operation

    partner on the deal is TVG Canada. TVG is a New York base

    development and management company specifically focused on se

    storage. TVG felt that the rents were below market and that addition

    storage space could be developed on the property. We purchased it at

    very attractive valuation, ie a cap rate of 10, and are targeting a lo

    double digit cash flow yield, and an IRR in the low 20s, throug

    increased asset value once net operating income is ramped up throug

    improved operational efficiencies and the build out of the addition

    capacity. The exit strategy would be an outright sale, or a re-financin

    that would repatriate our original equity while allowing us to maintain a

    ongoing interest in the property. We felt this was an attractive retuprofile given that self storage is a very low risk class of real estate give

    its simplicity, low operational costs, and the fact that it is fair

    insensitivity to economic activity.

    Se cu r i t y T y p e

    Pe rce n ta g e

    W e i g h t i n g

    Loan To

    Va lue

    R a t i o

    v e r a g e

    Ex pec te d

    M a t u r i t y

    ( M o n t h s )

    A v e r a g

    Ex pe cte

    Y ie ld

    F i r s t Mo r t g a g e 6 % 4 4 % 2 0 7 %

    Su b o r d i n a t e d F i r s t 2 3 % 6 6 % 2 1 1 2 %

    Se c o n d M o r t g a g e 1 2 % 7 2 % 1 6 1 1 %

    Rea l Es ta t e Equ i t y 2 6 % N/ A 4 7 8 %

    Asse t Back ed Loans 6 % 4 8 % 3 9 %

    D i st r e s s e d D e b t 6 % N/ A 2 1 1 2 %

    Cash 2 1 % 0 % 0 0 %

    To ta l / W e i gh te d AVG 1 0 0 % 4 4 % 2 2 7 .7 %

    G.I.CAPITAL CORP.240 Duncan Mill Rd Suite 806 Toronto, Ontario M3B 3S6

    Mark Irwin, CFA 647-260-3388*223 Jim Goren, CFA 647-260-3388*222 Bill Hallman, CFA 647-260-3388*228 Gino Scialdone 647-260-3388*229

    [email protected] [email protected] [email protected] [email protected]. Capital Corp. (GI) is a wealth management firm specializing in developing customized investment solutions for its clients. We are a boutique firm focused on managing our clients portfolios, offering a high level of

    research and service to a limited number of clients. Our client base consists of professionals, executives and business owners. Visit us atwww.gicapital.ca

    mailto:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]%20%09%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%[email protected]:[email protected]%20%09%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%[email protected]://www.gicapital.ca/http://www.gicapital.ca/http://www.gicapital.ca/http://www.gicapital.ca/mailto:[email protected]%20%09%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%20%[email protected]:[email protected]:[email protected]
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    G.I.ALTERNATIVE HEDGE STRATEGY OCT 2012GICAPITAL

    G.I. Alternative Hedge Strategy Pool The Alternative Hedge Strategy is an alternative to traditional bond funds, which although carry very low credit risk, curre

    have minimal return; and to equity funds that exhibit high volatility. The Alternative Hedge Strategy seeks to invest in alternative strategies like hedge funds, private equity, and real estate,

    which offer higher returns, at a reasonable risk, while minimizing exposure to global stock and bond markets. The fundprovides access to sophisticated private investment vehicles traditionally reserved for large pension plans and the ultra hinet worth investors.

    The strategys objectives are to preserve capital, minimize volatility, have a low or zero correlation with stock and bondmarkets, and achieve an annual return of 7-9% net of fees. The pool is a core holding across all of GIs managed accountsPORTFOLI O PERFORMAN CE FOR ALTERNATI VE HEDGE STRATEGY

    Ye a r Ja n Fe b M a r A p r M a y Ju n Ju l A u g Se p O ct N o v D e c T o t a

    2011 -0.07% - 0 . 0 7

    2012 0.31% -0.16% 0.61% 0.19% 3.28% -1.19% -0.70% 0.34% 1.67% 1.52% 5 . 9 5

    STRATEGY COUNTRY DESCRI PTI ON

    Securitized Fixed

    IncomeUS

    Long senior or mezzanine tranches of securitized bonds (RMBS, CMBS, CDOs, CLOs) through granul

    analysis of underlying assets in the pool. Hedged through tactically shorting the ABX (RMBS Index),

    High Yield Bond

    Strategies

    USPublically traded bonds that have fallen below 75% of their par value. High current yields and yield

    maturity. Some hedging through shorts on equities and non-distressed bonds.

    Private Distressed

    DebtUS

    Private placements into charged off consumer debt at a severe discount to face value (ie 1-2% of pa

    value). Purchased from distressed banks trying to clean up their balance sheets.

    Hedged Fixed

    IncomeCAN High quality fixed income fund which has been hedged against a rise in interest rates.

    Distressed Real

    EstateUS

    Private placements into real property with positive cash flows, purchased at significant discounts to

    replacement cost.

    This monthly update does not constitute or purport to constitute a complete description of the G.I. Capital Corp. Alternative Hedge Strategy and is in all respects subject to the more detailed provisions found in the fund's declaration of trust. The AlternativeHedge Strategy is only available to GI clients who have engaged GI to manage their account under the alternative income/hedge mandate as outlined in their investment policy statement. The returns above are net of all fees, other than management fees.The references to the target rates of return are provided for illustrative purposes only and there can be no assurance that the fund will be able to achieve the targeted rates of return.

    INVESTMENT BY ASSET CLASS

    4% 25%

    17%

    8%6%

    33%

    8%

    Distressed Real Estate

    Hedged Fixed Income

    High Yield Bond Strategies

    Global Macro

    Private Distressed Debt

    Securitized Fixed Income

    Cash

    FEATURE INVESTMENT

    Hedged Fixed Income Fund: This is a hedge fund strategy that owns high quality long maturity bonds, but has hedged out the duration risk, ie the risk

    interest rates rising over time and depressing the value of the bonds, as yields rise. We like this strategy as it provides a solution some of the challen

    facing investors in the current fixed income environment. With so much risk in the equity markets, investors have flocked to short term bonds, push

    the prices up and the yields to maturity down. As a result short term investment grade bonds pay very little. On the other hand, longer term bonds

    have very reasonable yields, a result of investors avoiding the longer end of the curve due to the duration risk. Being able to capture high coupons

    high quality investment grade bonds while hedging out the risk of rising rates is a very attractive strategy in the current environment. In addition to

    core strategy, the fund can also add additional alpha by tactically adjusting duration on a short term basis, depending on the prevailing investm

    climate. In fact, they are able to position the fund with negative duration, meaning that the fund would profit from rates moving up, as opposed t

    traditional bond portfolio that would lose value under that scenario. The expected return profile for this strategy is 7-8%/annum net.

    MONTH PERFORMANCE BY STRATEGY

    0.28%

    0.00%

    1.00%

    2.84%

    0.73%

    0.53%

    Other

    Distressed Real Estate

    Private Distressed Debt

    Securitized Fixed Incom

    High Yield Bond Strateg

    Hedged Fixed Income